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la paix des ancêtres
l’insertion en coupure de la fonction de création de traces
This question was closed without grading. Reason: No acceptable answer
Mar 23, 2010 17:56
14 yrs ago
14 viewers *
French term

nantissement de fonds de commerce

French to English Bus/Financial Law: Contract(s) Commercial lease (sales premises)
This is a clause in a lease. The entire clause reads:
"Tout projet de nantissement de fonds de commerce devant être consenti par le Preneur, devra, pour être opposable au Bailleur, lui être integralement denonce quinze (15) jours au moins avant la concretisation d'un accord definitif avec la personne morale ou physique devant beneficier de l'inscription"
I can't get my head round this at all.
Proposed translations (English)
4 +1 commercial pledge
4 mortgage of the business as a going concern
3 1. assignment of goodwill 2. (corp) floating charge over the company's undertaking
3 pledge or mortgage granted over the business
References
Fr explanation and a few translations

Discussion

Karen Vincent-Jones (X) (asker) Mar 27, 2010:
Not sure I don't think any of the answers suggested quite cover this case, but thank you to all for your reponses and references.

Proposed translations

+1
6 mins

commercial pledge

.
Reference:

http://www.granddictionnaire.com/BTML/FRA/r_Motclef/index800_1.asp

Peer comment(s):
agree Chris Hall : Indeed, you are right, Irina. The GDT is an extremely valuable source of information.
7 mins
neutral Rob Grayson : Despite what the GDT may say, it is not authoritative in every area and I don't believe "commercial pledge" is adequate here
53 mins
Something went wrong...
1 hr

mortgage of the business as a going concern

This is a specifically French legal concept, and in some contexts you might have to leave it untranslated, but this is the closest equivalent. The fonds de commerce is the goodwill of the business.

"This paper discusses the three legal regimes which furnish models of laws designed to promote the use of moveables and intangibles to finance small businesses. One is the nantissement de fonds de commerce, a device used in the French law which creates a mortgage on a business - or at least some parts of it."
Reference:

http://papers.ssrn.com/sol3/papers.cfm?abstract_id=1144848

Something went wrong...
15 hrs

1. assignment of goodwill 2. (corp) floating charge over the company's undertaking

It would help to know what kind of entities the Landlord and Tenant are. I suspect this is a business lease and the parties are either sole traders - who, in the UK apart from one exception I'll let others work out, cannot create floating charges - corporations and/or partnerships.

Assignment of goodwill does overlap with cession.

Note below in the example sentence what Finch notes.
Example sentence:

However, as Finch notes, floating charges are generally taken over the debtor's entire undertaking, which means monitoring in order to detect misbehaviour

Reference:

http://www.tpe-pme.com/gestion/juridique/dossiers/0081-nantissement-du-fonds-de-commerce.php

http://ssrn.com/abstract=386040

Something went wrong...
1 day 4 mins

pledge or mortgage granted over the business

I think that this is more likely to be slack legal work than anything else. It's (I believe) a very general covering of the business, not just goodwill.
Something went wrong...

Reference comments

33 mins
Reference:

Fr explanation and a few translations

Nantissement de fonds de commerce

Le nantissement d'un fonds de commerce accorde au créancier inscrit un rang préférentiel par rapport aux autres créanciers sur la valeur du bien nanti lors de sa mise en vente au titre des créances garanties.
http://www.lawperationnel.com/EncyclopedieJur/Nantissementfo...

HERTZ GLOBAL HOLDINGS INC - 10-K - 20090303 - EXHIBIT_INDEX
Pledge of a Business as a Going Concern (Acte de Nantissement de Fonds de Commerce), dated as of December 21, 2005, by and between Hertz France, as Pledgor, ...
yahoo.brand.edgar-online.com/EFX_dll/EDGARpro.dll?

This article is an introduction to certain aspects of the law of ...
by SH Haimo - 1983 - Cited by 8 - Related articles
A lien on a business (nantissement de fonds de commerce) is a security interest in tangible and intangible movable property owned or used in connection with ...
heinonlinebackup.com/hol-cgi-bin/get_pdf.cgi?handle=hein.journals/..

SEC Info - Scherer R P International Corp - 10-Q - For 12/31/93 ...
Pledge of Going Business Activity (Nantissement de Fonds de Commerce) 19. Security Assignment (Cession a titre de garantie) over Accounts Receivable ...
www.secinfo.com/dsvR3.b9c.d.htm
Peer comments on this reference comment:
agree Rob Grayson : Great refs
25 mins
agree B D Finch : Though "Going Business Activity" looks odd to me??
3 hrs
going concern is better. (maybe they got it confused with an on-going business activity?
agree mimi 254 : good!
14 hrs
neutral Jack Dunwell : Well, I don't know what you are saying in English, W (FR>ENG) but clearly this is not, as you point out, to do with goodwill or "Business as a going concern" (!) but ACTUAL ASSETS owned by the business. Agreed ?
4 days
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